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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported):
June 26, 2026
MADE IN USA INC.
(Exact name of registrant as specified in its charter)
| Nevada |
333-272825 |
37-1922983 |
| (State or other jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1712 Pioneer Avenue, Suite 500
Cheyenne, Wyoming 82001
(Address of Principal Executive Offices) (Zip Code)
(561) 789-1139
(Registrant’s telephone number, including area
code)
(Former name or former address, if changed since last
report)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
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| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
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| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act: None
Indicate by check mark whether the registrant is an
emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark
if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act.
Item 2.01. Completion of Acquisition or Disposition of Assets.
On June 26, 2026, Made in USA Inc. (the “Company”) acquired
intellectual property and other assets from Made in USA One LLC, a Wyoming limited liability company (“Seller”). The assets
acquired are described below under “Description of Acquired Assets.” The Company and the Seller are affiliates by virtue of
being under common control.
In the transaction the Company issued the Seller 5,000,000 shares of
its common stock as the sole consideration for the acquired assets. No cash consideration was paid. The shares are restricted securities
under the Securities Act of 1933, as amended, and are subject to the resale limitations of Rule 144.
Description of Acquired Assets
The acquired assets constitute the core operating infrastructure for
a technology-enabled Made in USA verification, certification, and supply-chain transparency platform, and include:
| · | 65 premium domain names and digital properties (as set forth in Exhibit A to the Agreement) |
| · | Brand assets and common law rights associated with Made in USA names, including Made in USA Certified |
| · | AI-enabled verification tools |
| · | Blockchain infrastructure, including public and private XRPL (XRP Ledger) and Hyperledger frameworks |
| · | TPM (Trusted Platform Module) security capabilities for system integrity |
| · | ERP systems with IoT integration and modular DataWallet™ technology |
| · | Nutrient Credit documentation capabilities for environmental and U.S. water quality program workflows |
| · | Well-known/ai platform capabilities for AI-readable website accuracy and machine-readable information publishing |
| · | Full digital and operational infrastructure, including servers, co-location, email systems, and content platforms |
| · | Other assets related to the foregoing |
Item 7.01. Regulation FD Disclosure.
On June 26, 2026, the Company issued a press release announcing the
completion of the acquisition described in Item 2.01 above. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated
herein by reference.
The information furnished pursuant to this Item 7.01, including Exhibit
99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall
not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general
incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. |
|
Description |
| |
|
|
| 99.1 |
|
Press Release Dated June 26, 2026 |
| |
|
|
| 104 |
|
Cover Page Interactive Data File (formatted in iXBRL, and included in exhibit 101) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, this report has been duly caused by the undersigned.
Dated:
June 26, 2026
|
MADE IN USA INC. |
| |
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By: |
/s/ Adam Reiser |
| |
|
Adam Reiser
Chief Executive Officer & Chairman |
Exhibit 99.1
Made
in USA Inc. (OTC: USDW) Completes $25 Million All-Stock
Acquisition of Made in USA One LLC Assets
Board of Directors Approved – Technology
Platform for Made in USA Verification Now Integrated
The Leader in
USA Validation and Certifications — Backed by 28+ Years of
Made in USA and Product of USA Certification Expertise
Franklin, North Carolina, June 26, 2026 (EIN Press wire). Made
in USA Inc. (OTC: USDW) (the “Company”) today announced that the Company acquired intellectual property and other assets from
Made in USA One LLC, a Wyoming limited liability company (“Seller”) in an all stock transaction valued at $25,000,000. The
Company and the Seller are affiliates by virtue of being under common control.
With 28+ years of experience in Made in USA and Product of USA certification,
Made in USA Inc. is the leader in USA validation and certifications. No company with over 28 years in this space can question our leadership
position.
The Company issued 5,000,000 shares of common stock as consideration.
No cash consideration was paid. The acquired assets provide the core operating infrastructure for a technology-enabled Made in USA verification,
certification, and supply-chain transparency platform, including modular DataWallet™ technology built into the ERP system.
Integrated Capabilities Now Include:
| · | Full digital and operational infrastructure, including servers, co-location,
email systems, and content platforms |
| · | TPM (Trusted Platform Module) security capabilities for hardware attestation
and hardened security for certification and supply-chain auditing |
| · | Blockchain infrastructure, including public and private XRPL (XRP Ledger)
and Hyperledger frameworks |
| · | ERP systems with IoT integration and modular DataWallet™ technology |
| · | 65 premium domain names and digital properties |
| · | Brand assets and common law rights associated with Made in USA names, including
Made in USA Certified |
| · | AI-enabled verification tools |
| · | Nutrient Credit documentation capabilities for environmental and U.S. water
quality program workflows |
| · | .well-known/ai platform capabilities designed to help websites publish authoritative,
machine-readable information for AI systems, improving digital accuracy and reducing time and cost spent correcting outdated or inaccurate
online representations |
“With Board approval and successful closing of this acquisition,
Made in USA Inc. now consolidates over 28+ years of definitive leadership in supply chain auditing and certification with a comprehensive
technology backbone to advance American manufacturing verification. These assets—created over 28+ years by the field’s definitive
expert—combine best practices, proprietary IP, and proven proof-of-origin methodologies. We intend to leverage this integrated platform,
including modular DataWallet™ technology built into the ERP system and .well-known/ai capabilities for AI-readable website accuracy,
to help manufacturers document origin, support transparency, and build consumer trust in U.S.-made products.”
— Adam Reiser, Founder and Chief Executive Officer
The Company expects the transaction to be reflected in its quarterly
reporting. The shares issued are restricted securities under the Securities Act of 1933 and are subject to Rule 144 resale restrictions.
The Company expects the transaction to be reflected in its quarterly
reporting. The shares issued are restricted securities under the Securities Act of 1933 and are subject to Rule 144 resale restrictions.
About Made in USA Inc.
Made in USA
Inc. (OTC: USDW) is the leader in USA validation and certifications, with 28+ years of Made in USA and Product of USA certification expertise.
The Company is building a technology-driven ecosystem to verify, certify, and promote American manufacturing through AI, blockchain,
IoT, ERP, modular DataWallet™ technology, TPM security, well-known/ai website accuracy infrastructure, Nutrient Credit documentation
capabilities, and related infrastructure.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially due to risks and uncertainties. The Company
undertakes no obligation to update forward-looking statements except as required by law.
Contact
Adam Reiser
Founder & Chief Executive Officer
Made in USA Inc.
Email: adam@miusa.one
